Autobots, Assemble! One-Shot: Winter Challenge
by MiniKoontzy
Summary: When the Autobots come for a simple visit during the winter holidays to check in on their allies they find themselves in the middle of a city-wide snowball war between the various heroes of the city. Hilarity ensues when they are dragged into the game. This is the longest one-shot to date! Enjoy! *Story going down for revision*


**Autobots, Assemble!**

**One-Shot: 'Tis the Season**

* * *

All of New York lay covered in a thick blanket of powdery white snow courtesy of a snowstorm from the previous day. Decorative lights adorned various business and buildings and apartments, twinkling like little stars. Above the festively festooned city shone a bright late-morning sun. Snowplows worked diligently to clear snow from the roads, carefully avoiding the people in the streets or honking at them to warn them they were coming in their direction. While most of the city had the day off due to the seven inches of recently fallen snow, the snowplow operators and their trusty vehicles were not as fortunate. Snowstorms and blizzards were frequent in New York in the winter and subsequently kept them busy.

But it didn't help when a particular ice-powered mutant decided it was funny to undo their work as a playful prank. Ice-Man traveled around downtown New York annoying the snowplow operators as a means of entertaining himself. Of course he didn't go overboard and _completely_ undo their work – he was an X-Man after all and had standards – but it didn't stop him from being hugely entertained when he heard an operator groan in irritation upon discovering his below-freezing shenanigans. Thankfully the more good-humored ones simply shrugged such antics off with a laugh and set about correcting it, oftentimes playfully hollering out in the hopes (or knowledge) he would hear:

"Knock it off, kid! We're tryin' to work here!"

* * *

Inside the lounge of Avengers Mansion a cheerful blaze burned in a grand fireplace rimmed with wrought iron. A large evergreen tree glittered with golden lights and was dotted with numerous decorations, a small number of them plainly hand-made. Atop the tree, a custom made Avengers crest with red lights acted as the topper. The whole place was warm, cozy and felt like home.

Around the lounge, various members of the famous squadron milled about and relaxed. They'd had a busy previous week or two rounding up supervillains in an effort to ensure the holiday break presented no threats to civilians young and old. Even those who didn't believe in the religious theme of the holidays appreciated that it was a time to enjoy simple pleasures and enjoy life. And have fun in the snow. Not even professional, adult superheroes could resist the childish urge to frolic in the snow.

Only two of their number were currently absent from the Mansion. Galvatron had insisted he be put on patrol to ensure he didn't start climbing the walls from inactivity and other things on his mind, and Thor had insisted he go with him for similar reasons. Besides, just because the main supervillains were behind bars didn't mean groups like the Maggia, Hydra, and the Hand would suddenly go quiet. The two heavy-hitters were a bit overkill, but no one had felt like stopping them.

"That mech needs to learn to relax every once in a while." Hulk grunted. "He'll run himself ragged if he keeps this up."

"I'm just worried about him being out in the cold too long." Iron Man admitted, holding a mug of steaming coffee in one hand and relishing the warmth it gave. "We all know that 'Bots don't do cold very well, and it is below freezing out there. I'm hoping he has the sense to hunker down some place and warm up before his systems start going on the fritz."

"You're forgetting that the Doc and Jarvis both keep tabs on his biometrics just like they did with members of Team Prime." Hawkeye reminded him. "Duh. He's fine. Quit being such an Iron Nanny and let the guy have a longer leash."

"Cybertornians _can_ survive below freezing temperatures, Stark. They technically cannot survive below _zero_ temperatures. Mild cold temperatures like outside at this minute pose no viable threat to him." Vision added.

This abated the inventor's fears a little. He also knew that a Cybertronian's crest marker would start flashing a certain color as a warning for them to warm up before they suffered imminent system failures. Those two factors together would ensure that Galvatron wouldn't freeze prematurely into his grave. It was usually Wasp's shtick to fuss over the mech anyway.

"Oh! Speaking of Team Prime, I got a message from OP saying he was bringing both his team and Elita's here so the femmes could get a look at our planet and such." Wasp announced. "They sounded really interested to see our home since we got to see theirs and stuff. Dinos had to stay behind and help with all the new Predacons running around and giving Predaking, Darksteel, and Skylynx a hard time. Poor guys." She giggled.

Hawkeye cackled evilly, mischief flashing in his eyes. Both groups were unwittingly going to be walking into a war zone when they stepped into the city, because there was another reason for their zeal in locking up criminals the previous two weeks. New York superheroes had a bit of a tradition around the winter holidays: a city-wide snowball war that was epic in scale called the Winter Challenge. Every single hero participated and S.H.I.E.L.D acted as referee from the Helicarrier with numerous agents stationed around the city as eyes and ears. All of New York was the arena and everyone was fair game – except, of course, civilians and observers. There was no physical prize for winning aside from massive bragging rights.

"Hehehe...Hehehe..."

Clint continued cackling and left the lounge.

"Should I be worried?" Vision wondered, tilting his head slightly to the side. Clint cackling like that almost always spelled out ludicrous amounts of trouble.

"_Very_." Everyone else answered back at once.

* * *

A purple and black aircraft emblazoned with the red Avengers crest soared alongside his hammer-wielding Asgardian scouting partner. Thor barely seemed to notice the cold, but the Cybertronian beside him could detect even the slightest dip or rise in temperature. It was chilly out, but it wasn't so cold that he had to fear system failures. It was a manageable type of cold, the type of mild cold that his kind could cope quite readily with. Wasn't exactly pleasant either way though, and it had him reminiscing of the warm hangar beneath the Mansion before long.

He was so preoccupied with monitoring the streets below that he didn't hear Thor ask him a question. "I apologize. My attention was wandering. Could you repeat your question?"

Thor smiled. "I asked if you desired to partake in the Winter Challenge later today. The Avengers always participate and you are an Avenger yourself, are you not?"

Galvatron's engine hummed thoughtfully with an occasional stutter to betray his surprise. He was an Avenger, but he hadn't thought he was an official member quite yet. He was still the new low man on the totem pole even after these past few months of aiding the them and, more recently, the X-Men.

"I...I do not see the harm in participating, so yes – I will." he finally answered with a noticeable warm glow of happiness in his voice. It was a massive friendly competition set up as a free-for-all battle – it sounded like it might be enjoyable. The way it was set organized seemed faintly similar to a tourney. The last team and or solo standing would win.

Thor's smile widened and he let out a hearty bellow of laughter.

"Then I will forewarn you that the Avengers, Fantastic Four, and X-Men have a 'friendly rivalry' with one another during this competition. Do not be surprised if you witness three to four X-Men targeting a single Avenger or witness the Fantastic Four targeting an X-Man."

Well that was interesting. During Unicron's attack on Cybertron, those three teams had worked together with incredible efficiency, working off of each other and battling like one massive machine rather than dozens of smaller, separate ones. But the 'friendly' rivalry bit probably explained Thor's words – they were just screwing around with friends.

Thor's ID card flashed and beeped, demanding his attention. Galvatron saw his eyes light up merrily.

"It would seem some friends of ours are deciding to visit." he hinted not-so-very-subtly, a broad smile on his face.

"Optimus and his squadron?" Galvatron smartly guessed. They had a habit of calling in to see how their allies were doing, but physical visits were not quite so common.

"Yes, and they are also bringing Elita-One's squadron of femmes as well. They will be arriving soon – a little after midday it would seem."

"That would mean they are arriving..." He trailed off as realization dawned like a tidal wave on him. Either the Prime was unaware of the Winter Challenge, when it started, or what it constituted, or he was well and truly aware and dragging his allies into it for some harmless giggles.

"Aye. They will arrive at the beginning of the Winter Challenge. And since it _is_ a free-for-all tournament they will be dragged in whether they want to participate or not!" Thor clarified with a chuckle.

Despite being unable to look Thor in the eye with his own optics, both aerial scouts seemed to share a glace and a silent conversation.

"_Should we warn them?_" Galvatron wondered silently.

"_Doing so would be the right thing to do..."_ Thor's gaze seemed to respond hesitantly. He appeared to be trying his hardest not to laugh like a maniac at the complications this decision would no doubt bring in the near future. Their behavior was no better than Clint's right now!

They came to a childish decision: "_Nah._"

* * *

Wasp had eagerly donned a custom black and yellow fur-necked jacket and flown out to the coordinates supplied by the Prime in a blur. Everyone else held no such caution to the cold and had merely slipped on sweatshirts or coats that matched or complimented their uniforms and followed her after a few minutes. They waited for the familiar swirling turquoise vortex to roar open in Central Park and sure enough it did after a few minutes. The little size-changer gave a shriek of happiness and flew at Elita-One before she could even react and performing the same adorable face hug she had given Optimus after his return during the assault on Darkmount and smiling like a pleased child.

"Holy scrap she's tiny!" Chromia exclaimed. Firestar simply stared at the yellow and black clothed size-changer in shock. Beta seemed more fascinated scientifically.

"Aww. She's adorable like this!" Elita smiled. "I mean, look at her! She's teensier than a scraplet! And look at those cute little wings!"

Just as before, Ms. Marvel had to more or less remove her by force much to the four femmes open amusement. But Jan just flew around to everyone else anyway and performed the same face hug on everyone. No one seemed to mind the friendly welcome she gave – some of them relished it. Wasp was a friendly person and it was best to just go along with it.

This heart-warming moment was brought to an abrupt halt when two things happened consecutively:

"_GET THEM!_" A group of voices hollered from expanse of trees surrounding them.

A quartet of X-Men surged through and out of the carefully maintained woods – Phoenix, Nightcrawler, Cyclops, and Shadowcat – armed with telekinetically-held-together snowballs in their hands and floating around them. In a flash the Avengers scattered every which way, vanishing into the depths of Central Park, and leaving the two groups of Cybertronians wondering why the scrap they were running from allies and not enemies. These weren't Brotherhood mutants – they were X-Men!

"What's going on?!" Bumblebee cried out in alarm. Were they being mind-controlled or something? Had Phoenix gone bad?

All four mutants screeched to a grinding stop at the feet of the towering aliens, skidding a little on the icy pathway.

"You guys never said you were bringing in 'Bots as back up!" Shadowcat complained, shouting loudly into the woods. She frowned angrily.

Hawkeye's voice sounded from above where he was spotted on his skycycle: "Who says they're back up?" he retorted slyly. These words made every alien go ramrod stiff and eye the mutants and their icy ammunition warily. Hawkeye wasn't seriously suggesting...?

"_Run for it_!" he shouted.

All of the Cybertronians folded down into vehicle mode and bolted, Optimus himself activating his jet pack and rocketing into the air. Phoenix and Shadowcat cracked up and went after the femmes now accompanied by Arcee while Cyclops and Nightcrawler went after the retreating mechs.

"X-Men! Go easy on 'em, a'ight? They're newbies at this!" Hulk bellowed, laughing uproariously as the colorful vehicles dodged and wove through the trees in an effort to avoid being pelted by snowballs.

"No promises!" They shouted back mischievously. Screw the Avengers for now – they were after the Autobots, and the poor aliens were running scared! This was going to be the best Winter Challenge ever!

* * *

Elita's little squadron broke through the tree line and into the streets first. They were surprised to see everyday people on their apartment balconies cheering them on or rooting for a particular team or solo. So no one was actually in danger – this was some kind of massive game that was plainly city-wide in scale.

A trio of teenagers up on a fourth story penthouse balcony roared out in unison: "_Go Femmebots! Show 'em who's boss!_" She was happy to see the three normal human allies of the Autobots were rooting for them.

Firestar cracked up and floored her accelerator. It was fortunate that there were very few cars parked in the streets because she promptly skidded on a patch of ice and crashed into the side of a building. She switched out of her vehicle mode and shook the stars out of her optics. Aside from being dazed she wasn't hurt.

A male voice called from above accompanied by the sound of a powerful engine: "Firestar? Are you alright?"

She jerked her head skywards and saw a familiar black and purple aircraft and a hammer-totting Asgardian with a winged silver helm hovering in the air about fifty feet up. She grinned.

"Thor! Galvatron!" Elita-One exclaimed. "Primus am I glad to see you two! We're getting chased by Jean and Kitty and Optimus's team is being chased by Scott and Kurt! What the frag is going on?"

The Asgardian erupted in laughter. "It is the Winter Challenge, Elita-One! Every team and solo is fair game the moment they step within the confines of the city, but I promise you it is perfectly safe. They are not chasing you to harm you – they merely want to eliminate you from the game!"

Oh! So this was what Optimus had told her about! He'd never gotten to see it firsthand himself but the Avengers had told him all about it and he had soon after told her. It was a massive, competitive game the heroes played under the supervision of S.H.I.E.L.D. He personally suspected it was a relatively harmless way for rival heroes to blow off some steam without hurting one another.

"Come with us. We are attempting to regroup with the Avengers." Galvatron offered. "And we know the city's layout far better than you. Oh, and – try not to get pegged. If you're hit then you're out according to Thor."

"Indeed." Thor chuckled. "Tony once likened this to 'paintball on steroids' I believe were his exact words."

"So kinda like combat sims back home, then." Chromia surmised her blue optics lighting up curiously. "Huh. Color me intrigued. I'd like to see how this pans out. You game, Commander?"

"You bet." Elita grinned. A spurt of mischief showed in her optics. "You said _all_ teams are fair game, right?"

"Oh no. Commander, you're not seriously considering...?!" Beta gawked. She knew exactly where her train of thought was going but she couldn't believe her own audials. She didn't know whether to burst out laughing or scold her.

Elita-One's grin only widened. "Yup. We're going after _him_. You ladies up for it?"

Each of the three femmes exchanged shocked glanced that were quickly replaced by evil, spunky, mischievous looks that would cause even the bravest mech to turn tail and run as far away as possible as if the Fallen himself were after him.

"We're in. Let's do this!"

Galvatron couldn't suppress a chuckle of his own. Privately he wondered whether he should find the Prime and give him a thoughtful heads up that his own bond-mate was going to hunt him down, but it was likely Elita had already given him a fair warning.

"So are you going on your own?" He asked. "Either Thor or myself could act as a guide if you need it."

"I've already downloaded a map of the city." Beta informed him. "But if we could somehow stay on comms. with one of you it would be appreciated. I suppose the Avengers have a temporary truce with us and the Prime's team seeing as they didn't attack us?"

Thor smirked. "For now. When push comes to shove we will come after you, but we will go easy on you since this is your first Challenge. That is, if you survive that long."

Firestar exclaimed incoherently and gesticulated behind her. "They caught up! We gotta go!"

Both Thor and Galvatron watched the five femmes peel off into the distance and soon leaving Phoenix and Shadowcat in the dust. The two female mutants giggled as their quarries fled. Then they turned their attention to the two targets above them.

"Go! Go! Go!" Galvatron barked. He went down one street while Thor went down another. They would regroup once one of them located another Avenger.

* * *

Optimus had heaved a sigh of relief upon finding a safe perch atop the Oscorp building. It was high enough that he was out of immediate danger and would also allow him a great view of the city and the movements of the heroes far below him. Experience said it was always easiest to strategize when you could see the whole picture.

Of course, that relief of his had changed to anxiety when Elita had sent him a single telepathic warning over the bond:

'_I'm coming for you._'

They weren't many things in the universe that could fully frighten him, but this was one of the rare few things that did, and for very good reason. Elita-One was vastly clever, infinitely resourceful and above all, deadly sensible. Add to that that she had a small, expertly trained team of femmes made him even more nervous because femmes were highly unpredictable.

'_Aww. Is wittle Orion scared of me?_' she teased upon picking up his nervousness, sending out a pulse of playfulness.

He didn't bother half-lying to her: '_Yes._'

"Whatcha doin' up here?"

He started violently out of his directed thoughts to find Skywarp in his original form sitting with his legs dangling off the edge of the building, seemingly not a care in the world and simply relaxing and enjoying the snow covered cityscape below. From his attitude it was clear he had been here for some time, just not visible to others as his ghostly nature permitted. For all he knew he was still invisible – it was the Matrix letting him see the spark if that was true.

"I could ask the same of you, Skywarp." he retorted calmly.

Skywarp chuckled. "You're hidin' from her, aren't you?"

He heaved another sigh that sounded guilty and gave the spark all he answer he needed. Hiding from a femme he understood perfectly, but hiding from his own bond-mate? That was an impossibility – each member had an acute sense of where the other was, and it probably explained why he was up so high. She couldn't reach him up here.

"Prime, take it from me. Running from her is not gonna get you anywhere. She doesn't wanna hurt you, and she's not mad at you for almost dying twice and scaring her silly – she's just playing the game along with everyone else down there. It's a sporting challenge, not a threat." Skywarp said sagely, looking him directly in the optics. Then a smile broke out on his face. "So quit hiding like a scared sparkling and get down there before I short circuit that jet pack and shove you off."

He was pleased to see Optimus smile at him before activating his jet pack and shooting off into the city.

Skywarp grinned broadly. "Atta boy, big guy."

* * *

Ultra Magnus and the other members of Team Prime zipped around Midtown desperately avoiding anyone who wasn't an Avenger. They'd rendezvoused with half of the team and rapidly strategized with each other concerning tactics and positions throughout the city before taking off again.

Smokescreen had read the Hunger Games series on Miko's recommendation and this whole thing was giving him a huge sense of déjà vu. The only people they could rely on were his team, the Avengers, and himself. If they formed a truce with anyone else they could get back-stabbed. Granted they weren't in danger of being killed like in the books, but once someone was out they would be unable to even indirectly aid allies with information. Rules were rules and they had to be adhered to.

"Guys!" Ms. Marvel waved at them after appearing around the side of a building. "This way! I found a nice place to shelter and hide for a bit!"

They followed gratefully, speeding around onto the next street. Ahead was a section of road opened up for construction crews to work on the subway tunnels, and it was easily bit enough to let even the towering Ultra Magnus fit and stand at full height.

A flaming form raced towards them from the sky. Torch was at a disadvantage when it came to flying and holding snowy ammo – his fires would melt the snow instantly so he was always forced to land in order to take aim and fire.

"In! There's no snow down here!" she urged.

All of the colorful vehicles jumped down into the open subway tunnel and vanished, leaving Torch to groan in frustration and fly off in search of other targets. Ice-Man had it easy the little jerk – he could make snow on a whim. The only thing Johnny could do was melt it.

Bumblebee sighed in relief. "That was close. Thanks Carol."

Carol smiled and shrugged, brushing aside the thanks. She said that subway tunnels were the best and safest way to get around while staying out of sight. But then everyone knew that so they were probably not the only ones down here. There were a couple dozen of Fury's agents wandering around down here, but they were neutral. They were here to keep the peace and make sure things didn't get too out of hand.

Ultra Magnus nodded his thanks for the advice and started off. He was stopped almost right away, rather roughly yanked back as he'd been about to step on a seemingly harmless rail.

"Third rail." Knockout said, smirking. "Powers the trains. Touch it and you'll be fried."

The larger mech wisely skirted around, eyeing the electrically-charged rail as if it would jump off the tracks and zap him anyway. This made the three sports car mechs grin. Magnus had faced down Predaking in the mines and here he was scared of a third rail.

They wandered through the labyrinth of subway tunnels with Carol leading the way. She would fly ahead and peek around corners to ensure they were clear before letting them continue. She stopped at one such corner suddenly, motioning the mechs to stay quiet. No one had to ask why because they could hear as well as she could the faint sound of footsteps echoing off the cement walls. She drew in a deep breath, gathered energy in her hands and leapt out into the tunnel.

"Friendly!" she confirmed.

"Hello Major." T'Challa said, getting up from his combat crouch. "It would seem I am not the only Avenger forced into the underground, though you will be pleased to hear I eliminated both Colossus and Angel." he told her.

"Nice. They lost their bruiser and a flier." Wheeljack congratulated smugly.

Rather than join them the Wakandan bounded down another tunnel and was soon lost from sight. They didn't complain – Panther was a stealthy fighter and such a fighting style worked best when others weren't there to give away his position.

"Any word from the big guy?" she wondered as they started off again. "He kind of just...bolted at the Park. Did he actually run off?"

Ultra Magnus cracked a wry smile. "More likely he's avoiding Elita-One and her squadron. Because – how do I put this nicely? – femmes are very, very persistent and very, very unpredictable. Knowing her, she's probably hunting him down for sport just to see him squirm once they've cornered him."

She had always been sympathetic to the Prime and the daily craziness he had to cope with, but now she felt a profound sense of pity for him. No wonder he was hiding.

* * *

_Tap tap_.

"Aw come on."

Hank Pym turned around and got a large snowball thrown at his face.

Ant-Man scraped the snow off his face and saw that the one who had eliminated him was the X-Man Wolverine who was as of this minute laughing hoarsely. But being a good sport he laughed it off himself and walked off the field to one of the spots where eliminated players could observe – a little café where some others were warming up with hot beverages. A small number of solos were the current occupants. They turned and smiled sympathetically at him as he walked in.

"Logan got you too, huh?" Blade guessed, his booted feet up on the table much to the chagrin of a waitress nearby.

Ant-Man shrugged and pulled up a chair. "I'm kind of amazed he was able to get the drop on you, Blade. As a half-vampire don't you have enhanced senses?"

Blade chuckled. "Guy can be damn sneaky when he wants to be, Pym. That's all I'm sayin'. Just hope your robot buddies can last against him. We all know how competitive Logan can be and size doesn't matter to him."

This was a surprising turn. "You know about them – know they're here?"

Blade jerked a head over to another solo in all white body armor and a white hood that hid his face. "Moon Knight had a run in with five colorful vehicles rushing through the Bronx a while ago. One of 'em spotted him, switched to bot mode and got him out – some pretty little red and orange one. Said it looked like they were tracking someone."

"Oh. That's Elita-One's team." Ant-Man clarified. "Judging from that description his assailant was Firestar, her Demolitions Expert."

Moon Knight nodded, though his hood hid his smile. "She has good aim."

* * *

Firestar was quite proud of herself. She had been the one to spot the man in all white perched atop one of the lower buildings using the snow around him as camouflage. Elita had been surprised when she had skidded to a stop, compacted a sphere of snow in one hand and thrown it at a seemingly empty rooftop. Only the muffled "Darn it!" had betrayed that someone had indeed been there and she had hit him and gotten him out.

"Who was that guy anyway?" Chromia wondered afterwards as they continued through the Bronx pursuing their quarry. "I didn't recognize him."

"Dunno. I'll ask." Elita replied.

'_Hey, hunting you down aside for a nanoklik, we just ran into a solo hero we didn't recognize. Would you be able to name him if I gave you a description?_'

'_I might. Describe him to me._'

'_Medium height man in all white with a hood that hid his face and a crescent moon crest on his chest armor – it was white Kevlar I think._'

There was a pulse of amusement followed by a soft chuckle: '_That was Moon Knight, real name Mark Specter. His powers only truly manifest at night under the light of the moon, hence his name. Enhanced strength, agility, and so on and he is armed with numerous gadgets, though the source of his powers is the subject of a bit of controversy. Did you eliminate him?'_

'_Nah. Firestar did._' Elita giggled. '_Thanks. I'll tell her who it was._ _And now back to hunting you!_' she added brightly.

'…._You are taking far too much pleasure in this._'

'_Yep!_'

'_Have you no pity?_'

'_Nope!_'

"Elita I swear you are going to be the death of him one day." Beta scolded. It didn't take a genius to interpret her snickers and giggles that she was teasing him again. For a full-grown femme Commander she was strangely prone to little bursts of childishness. Despite the teasing however the romance between both her and Optimus was strong and deep. And in her personal opinion? Completely melt-your-spark adorable. She'd never encountered a better match in her life.

"So? Who'd I get out?" Firestar demanded.

"A solo named Moon Knight." Elita told her. "Keep your optics peeled for other heroes – some of them can be really sneaky. One of the FF is a cloaker, if I remember right. She can turn invisible."

"Joy." Chromia groaned. Frankly, Arcee shared her opinion. Invisible Woman was going to be hard to avoid and hard to find due to her power. But there was the advantage of the snow – if she wasn't careful she'd leave tracks. She told Chromia as much. This seemed to lighten her mood somewhat.

"Hmm. That's true, and that's another thing to look for – tracks. Good tip, Arcee."

* * *

It wasn't the first time that Team Prime was grateful to have Prowl with them. The black and white Autobot was like a giant version of Daredevil. His tweaked and modified sensory systems enabled him to pick up even the slightest vibrations in the ground or the softest sounds made by approaching players. This turned out to be a game changer for the mech team – they'd avoided more than a few scouting X-Men by taking advantage of Prowl's abilities.

Ms. Marvel, content they'd be able to survive on their own for a bit, had flown ahead to rendezvous with Cap and Iron Man at another subway terminal.

Prowl stopped so suddenly that Bulkhead cannoned into him. He didn't seem to notice – his optics were narrowed to mere slits and he was drawing air into his olfactory sensors in short, rapid bursts to analyze it.

"Sulfur." he determined. "It's Kurt."

All the mechs went deathly silent. If they didn't make any noise there was a chance the teleporter might pass them by. The mutant himself was pulling a Spider-Man and crawling along the sides of the subway tunnel that ran adjacent to theirs. His yellow eyes flicked around as he searched for ambushers in the area ahead of him, and his tail was coiled around a large clump of snow. Wheeljack smirked and compacted his own bit of snow that he'd collected. Without a sound to give away his position he flung it at the oblivious Nightcrawler who yipped in surprise when the snow hit him and lost his grip on the walls, falling in a heap.

Bulkhead grinned and clapped him on the back. "Nice one, 'Jackie!"

Kurt scrambled back to his feet, glancing around in an effort to find his eliminator. He smiled good-naturedly when the team of mechs came out of hiding. He teleported in front of Wheeljack and bowed before teleporting away in a cloud of sulfurous-smelling blue smoke.

"Nice kid." The white Wrecker summed up with a nod. A sideways glance showed that everyone else thought the same. Kurt was one of the best sports they'd ever met.

"These tunnels are going to be very useful for ambushes." Ultra Magnus mused. "However there is the blatant issue that they are confined and reduce maneuverability, as well as the threat of the third rail – if we misstep that could be disastrous."

"So we just watch our steps. No biggie." Smokescreen shrugged.

"What he's trying to say is that it will be rather difficult to focus on avoiding incoming fire and constantly keeping a watch on the third rail." Prowl said. "Traveling in a group like this has the advantage of numbers, true, but it reduces the amount of area we have to move in. Do you suggest we split into smaller subgroups?"

"It might be for the best for now, yes." Magnus admitted slowly. "Knockout, Smokescreen and Bumblebee can be one group; Wheeljack and Bulkhead a second. And Prowl – with me."

No one complained about the pairings and when they reached a convergence of three tunnels they separated down each one.

* * *

Elita knew she was getting close. There was a near constant low hum in her spark that acted as a proximity alert. She was certainly in the right area – now they just had to split up and search for him. But that task might be a bit more difficult than it seemed.

"How can a mech his size even hide?" Chromia wondered. It was ridiculous to suggest someone almost thirty feet tall could hide in a city designed for beings that barely grew to seven feet. And it wasn't like his new draconic alternative form was the most low profile thing in the world.

"You'd be surprised." Elita and Arcee replied cryptically at the same time. Then they split off, prompting the others to do the same.

'_Come out come out wherever you are…_' She teased in a sing-song voice. All she got back was unnerving silence.

She picked up a yelp of surprise and rushed over to see Beta covered in snow and swearing inventively. But according to the rules she couldn't give Elita any hints or clues as to what had transpired. With a grumble the femme medic stomped off.

"Playing hide-and-seek, are we?" she murmured. "Alright. Let's see how good you really are."

She gathered up a handful of snow and stalked around the neighborhood she was in, treading as quietly as she could. When Arcee's muffled cry came over her comm. she didn't bother rushing to her position because she knew she was already out. That left only she, Chromia and Firestar and barely five minutes had gone by. Splitting up had been playing right in his hands. He was picking them off one by one.

[Commander, I found…!] _Bzzzt_. There was static as Firestar's comm. unit fritzed from melted snow seeping into it.

[Just you and me, Chromia.] She relayed grimly. [Meet me at Firestar's last location. He couldn't have gotten far.]

[Copy that.]

It took them less than a minute to reach the spot where Firestar had been eliminated. Large tracks in the snow led off into a small side street, but there were other tracks above them of the same size and pattern. It was clear that after taking out Firestar, Optimus had retreated into a side street to loop around and possibly flank them.

"I got this." Chromia smirked confidently and dashed forward to the side street entrance. All she had to do was follow the trail.

"Chromia wait!" Elita cried as realization struck her. "It's a trap!"

Her suspicion was proved right as Chromia stumbled backwards after taking a snowball the size of a mech's head to the face, losing her footing and falling flat on her back. Her lieutenant lay there for a moment as though stunned she'd fallen for a ruse so ingeniously simple. Then she spat out a little snow that had gotten in her mouth with a death glare into the side street. "Aft." she growled. She picked herself up off the ground, shaking off some of the snow that clung to her doorwings. She tossed one final venomous glare down the side street then stormed off.

Optimus poked his head out of the side street, smirking. "I win."

"Not quite, wise guy. There's still one more player left: _Me_. You wanna win, you gotta catch me first!"

With that Elita-One laughed, transformed, and sped off.

* * *

Next to Ant-Man, two more Avengers had been eliminated by opponents during the course of the following hour or so: Vision and Iron Man. They'd met up with their team mate in the safe confines of Wasp's penthouse apartment where Jack, Miko and Rafael were observing the Challenge with Fowler, June and Jane. Vision was almost as protectively fussy as June and constantly entreated the teens to come inside and warm up in intervals.

"Hey! Look!" Miko exclaimed from the balcony.

Curiosity got the better of the penthouse's occupants. They clustered outside and saw four Femmebots slinking their way through the streets, their bodies covered in snow, and Beta in particular looking ready to blow a fuse. Only Elita-One was missing from the group of all female Autobots.

"What happened to you ladies? You look like you got hit by an avalanche!" Tony called down to them in a concerned yet entertained tone.

"Try a Prime-valanche." Chromia growled, vanishing into the warm parking garage below without another word.

Miko and Fowler held hands over their mouths to stifle their hysterical laughter. Optimus Prime had done this to them? So he _was_ playing along with everyone else, and he'd gone after Elita-One's team first! Was that why Elita wasn't there with them? Was she still being hunted?

The loud roar of two powerful engines boomed in the distance. A pink and white Cybertronian sports car thundered in their direction seemingly just short of the sound barrier. Above it and keeping pace to a remarkable degree was Optimus.

"Keep up slowpoke!" Elita taunted. "I've seen scraplets fly faster than that!"

The three teens turned upon hearing a thud and found Fowler on his knees laughing himself senseless and gasping for breath. Iron Man, on the other hand, wore a broad grin. Jane and June shared a knowing glance coupled with soft giggles, while Vision looked hopelessly confused as to what everyone found so funny.

"I love that chick!" Tony declared laughingly. "Give it to him girl!"

Miko shrieked and hollered encouragements at Elita as she whizzed by in a pink and white flash. Her excitement turned to shouts of "Yes! Yes! Yes!" when she flipped out of vehicle mode, snatched some snow in her hand as she skidded to a stop, took aim, and fired. Unable to veer out of the way in time, Optimus deployed the jet pack's braking panels just in time to receive a large glob of snow to the face. Blinded, he gauged his altitude wrongly, lowered a little too much, and promptly plowed into a large snowdrift headfirst.

Elita erupted in a fit of giggles while Optimus struggled free of the snowdrift and brushed snow off his frame. Taking advantage of the fact that his optics were still re-calibrating from the snow that had gotten in them, she crept up behind him.

_Tink tink._

He stiffened. Then he turned. Whatever he was going to say was cut off as another snow glob was thrown at him forcefully and he lost his balance, toppling back into the snowdrift he'd just gotten out of. Only his optics showed he wasn't mad or even mildly irritated – they were bright and cheerful and full of mirth.

"Gotcha sucker." she smiled, looming over him. "_I_ win."

The observers on the balcony would never forget what they heard next – the wonderful, glorious sound of a Prime's laughter. In their minds it was the most beautiful sound in the universe. It was like one of the massive bells in Notre Dame Cathedral combined with gently rolling thunder.

"Ah, ah, ah. You're out, tough guy. You can't hit me. Nice try." she teased upon seeing him try to sneakily form a snowball in his hands.

He smiled enigmatically up at her. "Well, maybe _I_ cannot. But what about him?" He pointed up with a single digit.

"_Scrap._" she swore.

She didn't even have to look up to know who it was – the sound from his engine gave it away. And there was no way she could move fast enough to avoid the snowy onslaught that Galvatron was no doubt going to assault her with. Everyone on the balcony howled in delight as Galvatron flipped upside down and dumped a huge pile of snow that had been sitting on his canopy onto the femme below him. Elita barely had time to half shriek before the snow drowned her. Her pink head poked out of the massive snow pile.

"Oh I see how it is. Gang up on the femme." She frowned playfully at them as she shook the snow off and got up. "That's _so_ very fair and gentlemanly of you, Optimus."

His replying expression was somewhere between a teasing smirk and a genuine smile. It was one of those expressions that were hard to describe but you somehow knew what it meant: he was content he'd gotten her back. Now they were both out of the game. Just to prove no hard feelings, Galvatron transformed and help them both to their feet individually. Bits of snow that hadn't fallen still clung to his frame, but he didn't seem to mind it. He looked more focused on enjoying the fact that Elita-One wasn't really upset at him for getting her out.

"Well played, boys. Well played." she said, smiling.

Galvatron stifled a snicker as the femme was suddenly swept off her feet by her bond-mate who lifted into the air with her held in his arms. Only the fact that she was being held by someone she implicitly trusted kept her from panicking. She didn't like heights very much.

"If you two need a place to watch the game, try Stark Tower." Tony suggested with a sly wink. "It's one of the out player hangouts. Pepper and Rhodey'll give you a warm welcome and anything else you need. There are one or two other people there as well, I think."

With a nod of acceptance the mech flew off. He had no doubts that Elita would find a good friend in Pepper Potts.

* * *

Smokescreen, Bumblebee and Galvatron were the only three Cybertronians left playing after two hours of avoiding anyone and anything that moved. They had rendezvoused in Midtown Manhattan and decided then and there to go after the Winter Challenge's biggest threat: Wolverine. He was the one responsible for taking out their Autobot friends, along with some of the Avengers.

Their plan was simple but diabolical: Owing to Wolverine's expert tracking skills and enhanced senses, he would have no trouble finding them. In order to beat him they would need to think like him. In order to beat him they would need to lure him into an indefensible position so they could take him out. In short? One of them would be playing bait. And that mech was Smokescreen. Since powers were allowed, his Phase Shifter would be perfect to use and was the key stone of their entire plan.

Picking up Logan's trail wasn't too hard. They tracked him into Brooklyn and found him sniffing around for targets. As soon as they were sure no one else was around, Smokescreen was sent in. He transformed, got in the middle of the street and blared his horn. Wolverine whipped around and grinned toothily.

"Kid, you are either the biggest idiot in the galaxy or the bravest person in the universe. Taking me on all by yourself? Is that metal mind of yours fried?"

"Who said I'm by myself?" he replied slyly, his headlights flashing as he spoke.

Wolverine charged forward with a snowball. Smokescreen went into reverse and slammed on his accelerator, deftly dodging his throw. Taking advantage of the icy road, he spun around to face forward and kept going. He knew exactly where to go, however he had to stay a good ways ahead of Wolverine for this to work. Wolverine was a good tracker, but tracking a mech was a little different than tracking a human. To track a mech he would need a Predacon and a sample of the target's Energon, or Soundwave, or Ratchet. Since none of those options were open...

Smokescreen spun into an alleyway just big enough to fit him. He activated the Phase Shifter and silently sunk beneath the pavement. Wolverine peered into the alleyway, spotting the race car's tire tracks easily. Their abrupt end told him he was hiding with the aid of his Phase Shifter, probably underground. Heh. He had to come out eventually. He couldn't hide down there forever. Knowing the kid's hyperactive character he'd get bored pretty quick.

"Hello, Logan." two voices purred from behind.

Smokescreen's head poked out of the pavement. "See ya."

Wolverine was out before he could even turn around. Each of his three eliminators shared smug high fives.

* * *

Hours went by as though only minutes had passed.

Almost all of the Cybertronian players had been eliminated from the game except for, shockingly, Smokescreen, Bumblebee, and Galvatron who had somehow survived through sheer dumb luck. The X-Men were down over half their players, as were the Avengers. The Fantastic Four had been reduced to the Fantastic Two consisting of Invisible Woman and Mr. Fantastic. There were only a handful of solos left in the game.

S.H.I.E.L.D officers kept the eliminated informed of what happened on the field the whole time over a special communication frequency employed during the Challenge. To hear that Wolverine, the Scourge of the Winter Challenge, had been taken out by the three remaining mechs made the eliminated Avengers and their Autobot friends crack up. Apparently they'd cornered him in a Brooklyn alleyway and had summarily taken him out.

"That's my racecar!" Hawkeye cackled. He'd been taken out by Spider-Man (much to his horror and annoyance) and was lounging in Stark Tower with Wasp and Rhodey. Pepper was elsewhere in the Tower with Optimus and Elita.

"Is Cap still in the game?" Rhodey wondered.

"I think so, yeah." Wasp chirped. "You know how good he is with strategy, and as long as one person from a team is still standing then that team wins. As long as Steve stays in, we're golden. And as far as I know, Panther's still in too."

Rhodey nodded and went back to listening in on the Challenge frequency.

* * *

Brooklyn was Cap's home turf next to Midtown. Despite the countless changes to the borough he could still navigate with relative ease through the streets and alleyways because some things had stayed the same. Not everything, granted, but some things.

He contacted the remaining three Autobot players: "Galvatron, are Smokescreen and Bumblebee with you still?"

[Yes. Why?]

"Seeing as you have an Avengers crest, that makes you part of the team and since those two are with you then they're with the Avengers too. We need to deal with the remaining X-Men and Fantastic Four players before we focus on the solos that are left. What do you say?"

[Bring it.] Bumblebee answered. [We got the biggest threat already – Logan. Everyone else should be easy, X-Men or FF.]

"Don't count on it. Susan's going to a major hurdle thanks to her invisibility talent. And Ice-Man's still in the game – he'll be hard too. If and when we get those two out, _then_ it'll be clear sailing. Just don't get your hopes up. Bobbie's the reigning champion of the Challenge for a good reason."

His eyes widened when he heard Smokescreen scream out [Scatter!] accompanied by a recognizable laugh: Bobbie's.

"Get out of range!" Cap barked.

He could only listen as the three mechs scrambled out of the mutant's line of fire. His anxiety for their safety turned to relieved pride when he heard the mutant's shriek followed by the sound of him getting pummeled by snowballs.

"Which one of you got him?"

[Yeah, ah...Word of warning for ya, Cap. _Don't_ sneak up on Galvatron. Like, e_ver_.] Smokescreen hinted. [Bobbie's out cold.] He seemed unaware of the pun he'd just made.

It was a rare thing to hear the super soldier chuckle. "I'll keep that in mind, Smokescreen. Ahm...make sure Bobbie's alright, would you?"

His answer came when Ice-Man groaned as he came around. In his opinion he'd just been hit by a miniature avalanche and it wasn't something he wanted a repeat of anytime soon. Other than that sour mood he was unharmed. His reputation as reigning champion was done for.

But hey, there was always next year, right?

* * *

The Helicarrier's massive horn rang out as the sun began to set, calling out to the players that the Challenge was over. Now it was time for those remaining to regroup in Times Square to see who had won this year. Rules dictated there could only be one team declared winner (though exceptions were called occasionally), but there could be multiple solos if such were the case since they were each individual.

Players slowly trickled in from every direction. Some came through the streets while others flew in, but there weren't very many of them – a little over a dozen in total.

Director Fury waited with an unhappy Maria Hill at his side until the remaining players had settled down. Torch, though eliminated earlier, walked around as a living furnace to warm everyone up. Fury was surprised to see that three of the remaining players were Cybertronians, but not surprised to see that one of them was Galvatron. He held to his belief that this mech was the ultimate survivor.

"Alright, let's tally up." Fury said. "Looks like for solos we got Spider-Man, Ghost Rider, Werewolf by Night, Iron Fist, and Doctor Strange. Nice work – all of you."

The solos shared proud grins amongst one another, with only Ghost Rider remaining expressionless in the seat of his demonic motorcycle.

"And as for the winning team...Seems the Avengers take the victory from the X-Men this year. Captain Rogers, the Avenger's Cybertronian allies, and King T'Challa survived the Challenge. Congratulations." Even as Fury said this, Maria Hill looked less than happy about it.

The surviving Avengers exchanged huge smiles with each other while Smokescreen and Bumblebee high fived ecstatically and then clapped their larger companion on the back.

"A game well played everyone." Fury nodded. "And nicely done to you three – your first Winter Challenge and you made it through to the very end." he added to the three mechs. "Not a whole lot of newbies can claim that."

Their grins only widened as a light snow began to fall from the sunset-emblazoned sky.


End file.
